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FINRA Legal Questionnaire

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FINRA Legal Questionnaire

This FINRA Legal Questionnaire (the "Questionnaire") is delivered as of Date: by Firm Name: with CRD Number: and Respondent Name: in the capacities described below.

Firm Entity Type:

RECITALS

WHEREAS, the Firm seeks to provide full and accurate disclosure to FINRA and other regulatory bodies regarding legal and regulatory matters affecting the Firm and relevant individuals; and

WHEREAS, the Respondent is the person authorized to compile and certify the factual and legal information set forth in this Questionnaire on behalf of the Firm or in an individual capacity; and

WHEREAS, the parties desire to set forth the disclosures, certifications, and continuing obligations of the Firm and Respondent in connection with FINRA or regulatory review.

NOW THEREFORE, in consideration of the mutual representations, warranties and agreements contained herein, the parties agree as follows:

1. INSTRUCTIONS AND CERTIFICATION

The Respondent shall answer each question fully and accurately. For any question answered "Yes," the Respondent shall provide a detailed description, including dates, jurisdictions, case numbers, parties, outcomes, and copies of any charging documents, settlement agreements, orders, judgments or other relevant documents attached as Schedules to this Questionnaire. By signing below, the Respondent certifies under penalty of law that the information provided is true, complete and correct to the best of the Respondent's knowledge and that the Respondent understands that willful false statements may subject the Respondent and the Firm to disciplinary action by FINRA and civil or criminal penalties.

2. DISCIPLINARY AND REGULATORY MATTERS

2.1. Has the Firm or any associated person (including principals and control persons) been the subject of any regulatory investigation, enforcement action, fine, suspension, censure, revocation, or other disciplinary proceeding by any securities regulator, exchange, clearing agency, state or federal agency in the last ten (10) years?

2.2. Has the Firm or any associated person consented to or entered into any settlement, stipulation, or order that includes a finding of misconduct or required any undertaking?

3. CRIMINAL, CIVIL, BANKRUPTCY AND LITIGATION MATTERS

3.1. Has the Firm or any associated person been charged with, convicted of, or pleaded guilty or nolo contendere to any felony or misdemeanor involving fraud, dishonesty, breach of trust, or securities law violations in any jurisdiction?

3.2. Are there any pending or threatened material civil lawsuits, arbitration claims, or administrative proceedings against the Firm or any associated person that relate to securities activities?

3.3. Has the Firm, any associated person, or any affiliate filed for bankruptcy within the last ten (10) years?

4. FINANCIAL AND OTHER MATERIAL OBLIGATIONS

4.1. Are there outstanding judgments, tax liens, or material unsatisfied monetary obligations owed by the Firm or any control person that may adversely affect the Firm's financial condition or ability to conduct securities business?

5. COMPLIANCE, POLICIES AND INTERNAL INVESTIGATIONS

5.1. Does the Firm maintain written compliance policies and procedures reasonably designed to ensure compliance with securities laws and FINRA rules?

5.2. Are there any ongoing internal investigations concerning potential misconduct, compliance failures, or suspicious activity that have not been reported to any regulator?

6. CONFLICTS, OUTSIDE BUSINESS ACTIVITIES, AND CONTROL RELATIONSHIPS

6.1. Does any control person or associated person maintain outside business activities, ownership interests, or relationships that could present conflicts of interest with the Firm's securities business?

7. REPRESENTATIONS, WARRANTIES AND COVENANTS

7.1. The Firm represents and warrants that all information, documents, and attachments provided with or referenced in this Questionnaire are true, complete, and authentic, and that no material fact has been omitted. The Firm further warrants that it will supplement this Questionnaire promptly upon discovery of any new or changed fact that renders any response materially incomplete or inaccurate.

7.2. The Respondent covenants to cooperate fully and to produce promptly, upon request, any additional documents, records or testimony reasonably required by FINRA or any other regulatory authority conducting an inquiry related to the matters disclosed herein.

8. CONTINUING OBLIGATIONS

The Firm and the Respondent acknowledge that the obligation to disclose material legal or regulatory developments is ongoing and shall continue until such time as the Firm is no longer subject to FINRA reporting obligations. The Firm shall notify the designated notice address below within seven (7) calendar days of any event that would require an update to a prior affirmative response.

9. NOTICES

10. AMENDMENTS, WAIVER, COUNTERPARTS

Any amendment to this Questionnaire must be in a writing signed by an authorized representative of the Firm and the Respondent. No failure or delay by either party in exercising any right or remedy constitutes a waiver of that right or remedy. This Questionnaire may be executed in counterparts, each of which constitutes an original and all of which constitute one and the same instrument.

11. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Questionnaire shall be governed by and construed in accordance with the laws of the State specified by the Firm: , without regard to principles of conflicts of law. This Questionnaire constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written statements. If any provision of this Questionnaire is held invalid or unenforceable, such invalidity shall not affect the remaining provisions, which shall continue in full force and effect.

12. ATTACHMENTS AND SCHEDULES

The Firm attaches and incorporates by reference the following Schedules and documents: List of associated persons, copies of orders/settlements, policy manuals, internal investigation reports, bankruptcy filings, judgments, and other relevant documents. If additional space is necessary, attach separate schedule pages and clearly reference the question number.

CERTIFICATION

By signing below, the undersigned certify and warrant that they are authorized to provide the foregoing responses on behalf of the Firm (or in the case of an individual Respondent, on their own behalf), that the answers are true, complete and correct, and that they understand the obligations to supplement and cooperate as set forth in this Questionnaire. The undersigned further acknowledge that FINRA or other regulators may rely upon the statements and documents provided herein.

Firm Authorized Representative:

By:

Date:

Title:

Respondent / Legal Counsel:

By:

Date:

Firm/Organization:

Enter text✕

What the FINRA Legal Questionnaire Is and when it applies

The FINRA Legal Questionnaire is a structured compliance questionnaire used in broker-dealer and registered representative onboarding, licensing, due diligence, and periodic review processes to collect legal, regulatory, and disciplinary disclosures. It asks for identifying details, disclosures of criminal or regulatory matters, civil proceedings, bankruptcy history, and related attachments. Firms, applicants, or their counsel typically complete and certify the responses to demonstrate transparency for FINRA review, third-party diligence, or internal risk assessment. Accurate, complete answers reduce follow-up requests and support timely processing of regulatory or commercial transactions.

Why a clear, complete questionnaire matters

A properly completed FINRA Legal Questionnaire documents material history, reduces processing delays, and creates an auditable record for regulatory review or third-party diligence. Clear disclosures limit regulatory risk and help preserve licensing options and firm reputation.

Why a clear, complete questionnaire matters

Who typically completes and reviews this questionnaire

The questionnaire is used across compliance, legal, and licensing workflows when firms or individuals must disclose legal history to FINRA or counterparties.

  • Broker-dealers and compliance teams preparing registration or internal filings, ensuring firm-level disclosures are complete and consistent.
  • Registered representatives and applicants providing personal disciplinary, criminal, or civil history and certifying the accuracy of their statements.
  • Outside counsel and third-party reviewers validating disclosures during M&A, broker-dealer acquisitions, or due diligence engagements.

Multiple internal and external stakeholders rely on the completed questionnaire for approvals, investigations, or transaction clearance.

Stepwise process to complete the questionnaire

Complete the questionnaire in the following order to streamline collection and verification.

  • 01
    Gather documents: Collect CRD record, court orders, settlements, and notices.
  • 02
    Enter identifiers: Input legal name, CRD number, firm name, and contact data.
  • 03
    Disclose events: Describe each regulatory, civil, or criminal matter clearly.
  • 04
    Review and certify: Confirm accuracy, sign, and record the submission date.

Typical digital workflow settings for e-submission

Configure these workflow settings when submitting the questionnaire electronically to preserve chain of custody.

Field Configuration
Authentication Email with optional SMS code for signer verification
Routing order Sequential routing to compliance then legal reviewers
Retention policy Retain signed copy and audit trail for required period
Notifications Email reminders for outstanding signer actions

From draft to filed: a simplified submission flow

This overview shows the essential steps from preparing the questionnaire to filing or sharing with reviewers.

  • Prepare package: Assemble responses and supporting documents.
  • Upload draft: Save a working PDF or document in the e‑workflow.
  • Route for signature: Send to signers in the required order.
  • Deliver record: Distribute completed copy with audit trail.

Technical considerations for eSubmission and storage

Ensure the eSignature platform and storage solution meet file, authentication, and retention requirements before uploading the questionnaire.

  • File formats: PDF or DOCX preferred for archival consistency
  • Integrations: Connectors for Salesforce, NetSuite, Google Workspace
  • Authentication: Email/SMS, KBA, or advanced signer verification

Core components to include in a professional questionnaire

A complete questionnaire organizes identity, disclosures, context, and attestations so reviewers can efficiently assess regulatory risk.

Identification

Legal entity and individual identifiers, CRD number, firm affiliation, mailing address, and contact information to enable accurate matching to regulatory systems.

Disclosure items

Structured yes/no questions for criminal, regulatory, civil, bankruptcy, and employment-termination history with space for narrative details and case numbers.

Supporting evidence

Attachments such as court filings, settlement agreements, FINRA determinations, or state regulator letters that substantiate the disclosures provided.

Certifications

A clear certification statement requiring signature, date, and printed name affirming accuracy under penalty of law or regulatory sanction.

Supplemental notes

Free-text areas for context, corrective action descriptions, and references to prior disclosures or remediation steps taken.

Versioning

Document version, preparer name, and timestamp to track revisions and ensure reviewers see the most recent submission.

Common mistakes that cause delays or follow-up

  • Using inconsistent names or CRD numbers across sections, which prevents automated matching and triggers manual review by compliance staff.
  • Submitting incomplete incident descriptions or missing case identifiers, forcing requests for supporting documents and slowing processing.
  • Failing to attach required evidence such as court orders or FINRA letters, resulting in provisional findings or requests for clarification.
  • Signing with initials, a nickname, or an image lacking attribution rather than a verifiable signature, which may not meet attestatory standards.

Consequences of incorrect or incomplete responses

Regulatory Sanctions: Fines, suspensions, or sanctions
Application Delays: Processing holds or supplemental requests
Criminal Liability: False statements may trigger prosecution
License Denial: Registration or approvals withheld
Reputational Harm: Public disclosures or adverse findings
Recordkeeping Violations: Failure to retain required records

Practical tips to reduce errors and improve reviewability

Adopt these practices when preparing or submitting the FINRA Legal Questionnaire to minimize follow-up and demonstrate good governance.

Use verified identifiers
Cross-check the legal name, CRD number, and firm registration against official records before entry. A single-character mismatch can break automated matching and requires manual resolution by reviewers.
Attach primary documents
Include court orders, settlement agreements, or regulator letters as PDF attachments. Primary evidence shortens review time and helps adjudicators assess materiality without additional requests.
Be precise with dates
Enter event dates as MM/DD/YYYY and, when relevant, include filing, decision, and appeal dates to clarify whether matters remain reportable under current rules or past disclosure windows.
Maintain an audit trail
Retain signed copies, revision history, and platform audit logs demonstrating signatory attribution, timestamps, and IP or authentication events for future inspections or internal audits.

Typical eSignature vendor comparison for questionnaire workflows

Basic pricing and capabilities for common eSignature vendors. Place eSigning providers in the context of questionnaire volume, authentication, and BAA needs.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day trial Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes (Premium tier) Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Typical use cases and real-world examples

These condensed examples illustrate how organizations use the FINRA Legal Questionnaire in routine and exceptional situations.

Acquisition Due Diligence

A buyer requests completed questionnaires from target firm principals to assess regulatory risk

  • The seller compiles responses and attachments
  • The completed package reduced follow-up by clarifying past regulatory matters and supporting documents for the buyer's counsel and compliance team.

New-Representative Onboarding

A broker-dealer requires a questionnaire for a new hire with prior firm history

  • The applicant discloses a past administrative action
  • The firm used the questionnaire and attached orders to complete its suitability and disclosure review.

Frequently asked questions about completing and submitting the questionnaire

Answers to common questions about format, signatures, and evidence that typically arise during preparation and submission.


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